buyer brochure - valufinder group brochure valufinder group ... someone at a cocktail party who says...

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Valufinder Group, Inc. 95 Horatio Street Suite 301 New York, NY 10014 USA Telephone: 212-243-1133 Fax: 212-243-1838 Email: [email protected] http://www.valufindergroup.com

Copyright © Valufinder Group, Inc. 2004. All Rights Reserved.

http://www.valufindergroup.com/

ABOUT VALUFINDER 1 At A Glance 2 Our Team 3 - 4 Referrals 5 - 7 Careers 8

FOR BUYERS 9 Problems Buyers Face 10 - 11 The Valufinder Solution 12 Valufinders Methodology

Data Accumulation Matching Buyers & Sellers Completing Transactions

13 - 14 15 - 16 17 - 18 19 – 20

Retained Searches The Valufinder Difference Initial Stage Candidate Identification Candidate Contact Additional Information

21 22 23 24 25 - 27 28 - 29

Partial Client List 30 NEWS & TRANSACTIONS 31

Select Transactions 32 - 36 Case Studies 37 Private Sellers 38 - 43 Corporate Divestitures 44 - 49 Add-on Acquisitions 50 - 55 Company News 56 - 59

CONTACT US 60


For over a quarter century, buyers and owners in the middle market have relied on Valufinder's experience

and acumen to reach the goal of a fair and equitable transaction. At Valufinder, we take the time to

understand the objectives of the owner and the acquisition criteria of the buyer, in order to provide realistic

and appropriate opportunities, while striving to give honest, intelligent and objective advice.

Valufinder is clearly the most talented and prolific deal initiator I've worked with in my career. Valufinder Group is distinctive because of their intelligence and creativity in developing proprietary ideas. They are tireess. I can't think of anyone better at origination than Valufinder.

- John D. Howard Chief Executive Officer

Bear Stearns Merchant Banking

We respect and appreciate the initiative, hard work, risk and sacrifice necessary to build any organization,

as well as the emotional ties that an owner has to the business. We are successful because we gather

information on the history, current circumstances, motives and objectives that the owner and buyer bring to

the discussions. By examining these factors, we anticipate, avoid or solve potential problems. As an

intermediary, we create a road map, free of obstructions, which paves the way for a successful transaction.

Valufinder's professionals, with over 125 years of collective merger and acquisition, and financing

experience, provide the analysis, perception and creative thinking to foster the right solution for both buyer

and owner.

At Valufinder, we pride ourselves on two abiding principles: trustworthiness and commitment. First, we

believe, without exception, that buyer and owner are entitled to complete confidentiality. Second, we are

devoted to the needs of the buyer and owner in facilitating a mutually fair and acceptable transaction. Both

principles are the foundation of our professional relationships and conduct. Our reputation rests on them.

They are not just part of our business; they ARE our business.


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The Firm — Since 1979, Valufinder Group, Inc. (Valufinder), a boutique investment banking firm, has been

providing corporate transaction advisory services for mergers and acquisitions, and corporate financings to

both owners and buyers in the middle market.

Policy — Valufinder's core policy is to help ensure a fair and equitable transaction. We never try to

convince either the owner or buyer to do a transaction, but to present the facts, as best as we know them,

and let the parties decide what is right for them.

Clients — Valufinder's clients are highly respected corporations (both public and private) and buyout firms

who have come to trust our ability to generate liquidity events, and proprietary deal flow that is outside the

usual auction environment. Both owner and buyer appreciate the confidential conversations, where the

owner's options are fully explored and understood before any final decision is made by either side or, if ever,

announced to the outside world.

Professional Staff — Valufinder's professionals have over 125 years of combined transaction experience.

They are dedicated to providing the owner and buyer with perceptive and wise counsel. For our team the

needs of the owner and buyer are always the first priority.

Transaction Parameters — Acquisition candidates are typically companies with revenues between $10

and $500 million, with Adjusted EBITDA between $2 and $75 million. Valufinder also works extensively with

companies that are in a 'turn-around' mode.

Financing candidates are normally companies with an Adjusted EBITDA of between $5 and $40 million.

Valufinder also works with companies that have problems that require unique solutions.

Transactions — Valufinder's professionals, at the firm or in their earlier careers, have successfully

initiated over 150 completed transactions in a variety of industries, with an aggregate seller's enterprise

value in excess of $7.5 billion.


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Jay M. Aidikoff, Managing Director, is the founder of Valufinder Group Inc., and the driving force

behind Valufinder's initial 50 plus transactions totaling over $3.5 billions. Jay founded Valufinder in

1979, following his investment banking career in corporate development at Merrill Lynch, where he

dealt with some of the largest private corporations in North America. Jay is a graduate of American

University. Jay can be reached at: [email protected]

Albert J. Macchioni, Executive Vice President, has led M&A and financing transactions at

Lehman Brothers, Swiss Bank and Price Waterhouse, and participated in LBOs as agent and

principal at Shea, Paschall & Macchioni, an affiliate of Hambros Bank USA. Most recently Al was

CFO at two startups. In addition to developing transactions, Al is responsible for assisting in

administration and managing the professional staff at Valufinder. Al is a summa cum laude graduate

with a B.A. from Yale University and a J.D. from Yale Law School. He was also a Fulbright Scholar at

the London School of Economics. Al can be reached at: [email protected]

Sherri E. Yingst, Vice President of Research, has provided research and related services to

Valufinder Group since 1993. Prior to joining Valufinder, Sherri provided financial research to a

broad spectrum of companies and institutions, including The Interpublic Group of Companies, TIAA-

CREF and Columbia University. Sherri has a B.A. from the State University of New York and an

M.B.A from the Fordham University Graduate School of Business. Sherri can be reached at:

[email protected]


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None of us is as smart as all of us together.

- Anonymous

mailto:[email protected]

Vincent R. Auty, Vice President, has worked as a senior corporate executive since 1975, most

recently as CEO for Solutions For Business, a management consulting firm specializing in profit/process optimization and turnarounds. Vince has managed or consulted for numerous companies, including Nestle, Tootsie Roll, Unilever, Swift Foods, Leo Burnett Advertising, WAFRA Financial and Churchill's Restaurants. Prior to Solutions For Business, he was President of Clearfield Cheese Company and J.H. Filbert developer of "I Can't Believe It's Not Butter". Vincent holds a B.S. from Columbia University and an M.B.A. from the University of Chicago. Vincent can be reached at: [email protected]

Victor G. Danett, Vice President, has worked in middle market investment banking since 1990.

Most recently he was Managing Director at Meramec Advisors, a private placement and consulting firm, where he specialized in structuring and placing various types of financial securities for private firms. Prior to Meramec, he was responsible for business development for real estate lending at Banque Indosuez. Victor began his career in multinational corporate lending at Citibank, N. A. specializing in unique lending instruments. Victor has an A.B. from Princeton University's Woodrow Wilson School and an M.P.P. from Harvard University's JFK School of Government. Victor can be reached at: [email protected]

Brian S. Levine, Vice President, has particular experience facilitating transactions in the

manufacturing, distribution and service industries, including publishing, automotive, apparel, retail and health care. Prior to Valufinder, Brian was President of Actors Reps, a talent agency in television and film; and Director of the London office of LCS Industries, Inc., management consultants specializing in telecommunications and database marketing. Brian is a Magna Cum Laude graduate with a B.A. in Economics from Middlebury College, which included an honors program from The London School of Economics. Brian also has an M.B.A. from The University of Chicago Graduate School of Business. Brian can be reached at: [email protected]

Brian J. Nethercott, Vice President, has worked in financial services since 1985, most recently as

Vice President of Smith Barney's Private Client Division, specializing in asset management of equity and fixed income portfolios for middle market business owners and high net worth individuals seeking prudent diversification. Prior to Smith Barney, he was in the capital markets and private client divisions at Paine Webber. Brian started his career with Goldman Sachs in accounting and finance. Brian is a CFA (Level 1) candidate and holds a B. S. from Syracuse University. Brian can be reached at: [email protected]


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Being in the Right Place at the Right Time We believe in working hard and in working smart. Because both buyers and owners experience changing

circumstances, we constantly update our databases and look for new buyers and owners. However, even

superior work habits can be helped by "being in the right place at the right time." Call it good fortune or just

plain dumb luck. It can't be planned for, but luck nevertheless exists.

Luck generally comes to those who look after it; and my notion is that it taps, once in a lifetime, at everybody's door, but if industry does not open it luck goes away.

- Charles H. Spurgeon

Where Do Ideas for Prospects Come From? From time to time we encounter either individuals or organizations that become aware of a potential seller or

an owner who is looking for some liquidity. You could walk down the aisles of a major retailer and think that

Company A's products fit perfectly with those of Company B. Or you might read an article in the paper about

a deal that fell apart.

Alternatively, you could have talked with:

Someone at a cocktail party who says that a certain firm could, should, might be for sale or an owner is

looking to diversify his holdings

A business acquaintance who tells you that a division at their company no longer fits

An owner who says he wants to make a life change/has health issues/needs to address succession

issues or wants to provide security for his family

A customer who suggests in passing some form of combination

The source for potential deals is inexhaustible. And, to be honest, most of these ideas never become deals.

We only want to follow up on ideas where an owner is truly motivated to do a transaction. If you have

something more than a hunch about a company being available, we will be more interested in working with

you. An idea for a deal without any backup is of no interest to us.


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The Referral Process If you become aware of a potential real candidate for a sale or financing, Valufinder can help you profit from

that knowledge.

Call us with your idea (on a no-name basis initially), describe the opportunity and why you think the prospect

may be interested in a transaction. If it's something we are already working on, we'll tell you and give you the

relevant facts to support our position; if it doesn't sound familiar, we'll ask you for the name to do a further

check that we're not involved.

If we are not working on it, we will sign a mutually exclusive agreement with you to pay you a meaningful

percentage of any cash fees we would receive for completing a transaction for either the buyer or owner.

This agreement would last for two years.

After signing the agreement with Valufinder, you would provide us with all the information in your possession

that we will need to assess your idea. If we determine that the prospect is not a viable candidate for a deal,

after doing our analysis, we'll return your information and you can pursue other alternatives. If we decide to

move forward, you will agree to work exclusively with us.

Actual Fees You and Valufinder will agree in writing on the referral fee before any actual work is done or the prospect

contacted. The percentage amounts of the fee are based on various factors including, but not limited to, how

often we have worked together, at what stage the prospect is in their transaction process, the amount and/or

quality of information provided on the owner, and whether a personal introduction to the owner or decision

maker can be arranged.

These referrals can be quite lucrative. In one instance Valufinder paid an individual, for a single referral that

led to a completed deal, a cash fee in the high six figures.

Who We Work With We are willing to work with an individual or organization on a case-by-case basis or establish a Referral

Program to generate prospects over time. We welcome the chance to speak with you, to explore your ideas

and how we both can benefit. Please contact us .


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The Actual Work Once the referral has been made, we will usually manage the process through to closing. If you can make a

material contribution to the deal, which the owner would view positively, we welcome your involvement. Or

you can choose to wait for the closing, with no further obligation. In either event, we will keep you posted on

significant developments.

Confidentiality Unless you tell us otherwise, Valufinder will keep your name and circumstances confidential, and will not

share them with either the buyer or owner.


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Valufinder has an ongoing hiring program that seeks qualified candidates. We look for high-energy

individuals with determination, persistence and drive, and value self-starters who are articulate and well

organized.

Communication skills—both oral and written—are critical, since our employees have frequent contact with

buyers and owners in a variety of formats. Equally important are analytical skills, the ability to gather

information, to listen carefully, to build rapport with owners and buyers, and to make informed judgments

regarding the feasibility of a deal.

Valufinder offers a full range of benefits, including a training program for candidates who are selected to join

our firm.

We invite qualified candidates to submit resumes by email to:

[email protected]


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Buyers seeking suitable companies in the middle market face a daunting task. The vast number of

businesses in this arena coupled with the enormous competition for the best deals make finding fair and

equitable opportunities extremely difficult.

We believe we see the majority, if not all, of the significant auctioned transactions. Deal flow is the lifeblood of a firm such as ours and proprietary deal flow is special. Valufinder is one of the best in developing proprietary deal flow. Over the years, we have done a number of transactions with Valufinder. When DuPont made the decision to divest Remington Arms, Valufinder was on the spot because they had remained in close contact with Remington's President for almost a decade. Valufinder knew the important issues for the seller. When Valufinder ushered us in to meet with Remington and DuPont it afforded us the opportunity to avoid the auction process. Nothing is better than that.

- Joseph L. Rice, III Chairman

Clayton, Dubilier & Rice, Inc.

At Valufinder, we know that the means to identifying optimal acquisition candidates is through extensive deal

flow, and we specialize in finding hidden value among the more than one quarter million companies in the

middle market.

Our proven methodology, rooted in extensive experience, intense focus and keen insight, begins with the

continuous and non-stop prospecting for both specific types of companies and unique niche organizations

that are not on the typical radar screen. Our methodology produces superior quality deal flow that ultimately

gives the buyer the competitive advantage needed to succeed.

The information in this section provides a brief overview of the buyer's problems in the middle market,

Valufinder's process for assisting buyers in their search for hidden value, and a summary of how our

Retained Search services provide a unique opportunity to push your deal flow into high gear.

If you prefer to print and read our information for buyers offline, please download our Buyers Brochure and

Highlights of a Retained Search in PDF format. If you are interested in learning more about how Valufinder's

services can help you attain your specific acquisition goals, please contact us.


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The Buyer's Problem in the Middle Market Some Strategic and Leveraged Buy Out (LBO) groups see or hear about over 10,000 acquisition

opportunities each year, with only a very small fraction turning into legitimate candidates. Obviously,

companies can have hidden problems or characteristics that can make them subsequently unsuitable,

based upon the buyer's criteria. Massive deal flow is needed to identify optimal acquisition candidates.

For over a decade, Valufinder has consistently done a tremendous job of introducing us to quality companies in a variety of industries. We truly value their business development capabilities and look forward to closing more deals with them in the future.

- A. Richard Caputo, Jr. Senior Principal

The Jordan Company, L.P.

The Institutionalization of the Buyout Market The LBO market has evolved from a cottage industry in the early 1980's to over 2,000 professional firms

with a massive repository of capital. Recently published estimates report that over $500 billion of equity

capital is available for deals. Many firms have raised funds from their limited partners by promising them

unique investment opportunities, thus placing additional pressure on the deal managers to find sellers and

expeditiously deploy the committed funds.

Standing Out from the Crowd Buyout firm personnel are exceptional achievers who have reached lofty levels in the business world. It is,

however, crowded at the top and incumbent upon successful M & A professionals to distinguish themselves

from their peers. Middle market buyout professionals face the challenge of differentiating themselves from

other firms. The typical procedures employed by many LBO firms, such as canvassing investment bankers,

publishing acquisition criteria and attending trade shows in hope of being remembered, are no longer a

guaranteed path to successful investing. Many are treading this overcrowded path. Queuing up to participate

in sell side auctions only reinforces the perception that a buyout firm is part of the pack.

Most of us have a pretty clear idea of the world we want. What we lack is an understanding of how to go about getting it.

- Hugh Gibson


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Middle Market Dynamics M&A in the middle market is inefficient. The sheer size of the market - over 250,000 companies - is daunting

and many prospects are not captured on standard lists or in typical databases. Private owners are often

unsophisticated about the M&A process. When a seller decides to sell, they usually contact someone

familiar, such as a supplier, customer, and even a competitor or the last person who contacted them. The

buyer who may be most eager may never learn about the seller.


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Unlike full-service investment banks, which offer many services and prefer the sell side on M&A

transactions, Valufinder has deep experience on the buy side of transactions and has developed

professional core competencies in this specific area.

I have been working with Valufinder now for 16 years, and I clearly find them to be one of the best in the business. They provide us with consistent, high quality, and proprietary deal flow, and they truly help facilitate the transaction until closing. These guys are much more than just brokers. They go the extra mile by listening to all sides and staying involved. They are facilitators in the truest sense of the word.

- Jim McNair Managing Director

Lincolnshire Management

Preeminence in Buy Side Searches

Few, if any, intermediaries in the middle market offer the combined resources of Valufinder. Single or small

practitioners or "dabblers" can lack the combined resources, including manpower, databases, industry

contacts, and time, all of which are necessary to do a thorough job in proprietary prospecting. Our research

abilities, technology resources, experience and sophistication in identifying, contacting and qualifying sellers

are second to none. In addition, our professionals have advised on numerous transactions in the middle

market.

Not a "Loss Leader"

Many investment banks take on buy side searches as a courtesy to clients and to win other business, such

as sell-side transactions or financings. They often lack a complete understanding and commitment of the

resources necessary to succeed, and instead tend to focus on large deals, which can absorb their enormous

overheads. At Valufinder, buy-side searching is not a sideline business. It is our business. It is where we

make our reputation, every day.

Better to return and make a net, than to go down to the stream and merely wish for fish.

- Chinese Proverb

Discretion and Confidentiality

Valufinder has won the trust and confidence of numerous LBO and strategic buyers by demonstrating

professionalism, maintaining confidentiality and dealing honestly with all parties involved in a transaction


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As an ongoing process, Valufinder's team is constantly prospecting for both specific types of companies and

unique niche organizations that are not on the obvious radar screen. Our systematic and repetitive process

keeps Valufinder's name prominently in front of potential sellers. The success of our process is evident in

the superior quality and original deal flow that we generate for buyers.

It is clear that Valufinder listens intently because they provide us with unique deal flow that is suited to our acquisition objectives. Their expertise and focus when talking with sellers is evident in the concise and informative presentations they provide on acquisition candidates. Valufinder's methodology provides us with quality deal flow.

- Ron Dubin Founding Partner

Dubin Clark & Company, Inc.

Targeting Valufinder seeks win/win solutions by employing personal experience, industry research and contacts, and

general and proprietary databases of over 250,000 prospects, which cut across all industries and regions.

Valufinder then adds sophisticated research tools to leverage the team's extensive market intelligence,

imagination, and perseverance. By combining all these strengths, we gather and process a huge amount of

raw data about industries in general and about specific opportunities that exist within the industries.

Probing The industries and the specific companies within industries that we target are identified based upon probing

buyers to find out what they are looking for. Valufinder invests considerable effort in asking buyers to define

their acquisition parameters, including:

Firm goals

Industry target parameters

New company or platform criteria

Specific requirements for add-on deals

Resources available to do deals

Preferred transaction structures

Pricing considerations and multiple of EBITDA rationale


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The better we understand the Buyer's criteria, the higher the probability that our candidates will meet their

parameters. With our targeting and probing strategies clearly delineated, Valufinder's approach involves

three stages:

Data Accumulation (Consistency and Change, The Need for Repetitive Contact, Filtering &

Analyzing the Data)

Matching Buyers and Sellers (Initial Contact, Understanding Seller Issues, Timing, How We

Select a Buyer)

Completing Transactions (Pre-Screening, Negotiations, Compensation)


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Consistency and Change Valufinder utilizes its proprietary databases and contact management system to track the changes in

prospective seller characteristics and buyer criteria. When we discover a company for sale, unless we

already have a buyer in mind, we harness this technology to make a match. However, deals can happen at

odd times and seller's characteristics and buyer's criteria can change. Often, the primary buyer may no

longer be interested, compelling us to consider another buyer.

Within two weeks of telling Valufinder my acquisition criteria, I was on a plane looking at a deal that I ultimately purchased. We have done several deals over the years and I have found them to be a cut above their competitors in their professionalism and their determination to help us succeed. Our association has been enjoyable and financially rewarding.

- Donald Sutherland President

Quincy Partners

The Need for Repetitive Contact Over an extended period, utilizing both the mail and phone, we use a high degree of repetition in our contact

methods. Repetition will increase the probability of reaching all the prospects of interest to buyers.

Once prospects have been identified and prioritized, Valufinder has the resources necessary and the

patience necessary to implement a detailed contacting program.

A prospect may not be for sale at that moment or at a fair price. Sustained contact with a prospect

allows us to know when there is a realistic decision to sell.

Valufinder's staff focuses on prospecting. We utilize formats and questionnaires to elicit key information

from the prospect without being intrusive.

Valufinder provides continuity of contact with a prospect that may last many years. An associate in an LBO

firm cannot be expected to sustain continuous prospecting as he assumes more responsibilities for

crunching data, attends meetings, processes deals and monitors portfolio companies' performance while

interacting with their management.


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The man who saves time by galloping loses it by missing his way; the shepherd who hurries his flock to get them home spends the night on the mountain looking for the lost; economy does not consist in haste, but in certainty.

- Ramsay MacDonald

Filtering & Analyzing the Data Valufinder begins the laborious process of filtering the vast amounts of raw data into potential candidates.

However, one can only filter the raw data so far before it becomes necessary, by actually talking to the

prospect, to get the facts. Often databases and lists are compiled based on information that is poorly

gathered, out of date or simply wrong. Many times, descriptions and facts are inaccurate, misleading or

unavailable. The numbers are too large, too small, or incomplete. In addition, many private owners

deliberately give misleading information in order to avoid giving the competition insight into their business.

Finally, no database can reveal the owner's state of mind when it comes to holding or selling.

Hence, the need for direct contact, which is crucial in order to gather and verify information, and gauge an

owner's interest in selling.


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Initial Contact

Valufinder identified and reached out to organizations we never even thought about as potential sellers. They introduced us to several excellent companies that as far as I knew had not been on the market. Valufinder found the right company for us and assisted us in completing the transaction. The acquisition lifted our company to the next level. We appreciate their help and responsiveness and look forward to doing more deals with them.

- Miguel Nistal Executive Vice President

JP Industries

Valufinder approaches the selected companies by cold calling, mailing, and through introductions arranged

by personal relationships with executives within an industry. Our initial goal is to provide the potential seller

with as much information as desired about market pricing, types of transactions and their details, alternative

deal structures, and, of course, information about the potential buyer. If the seller is not ready to go forward

at the time of initial contact, then Valufinder will maintain contact at agreed upon intervals, utilizing the

previously mentioned, proprietary, computer-based contact management system.

Understanding Seller Issues While the seller is not our client in buy side searches, we typically develop strong relationships with sellers,

often over many years, because of our constant contact and our honest communications. We strive to

understand the motivations and goals of the seller in seeking to do a transaction. Valufinder assists in

developing deal priorities and in discriminating between facts and emotions. We are in a position to respond

to the fears and stress a private seller experiences when selling their business. To accomplish these goals,

Valufinder brings to the seller the ability to listen, insight based on experience, and focus.

Timing Only when the seller decides they are ready to explore the possibility of a transaction do we arrange an

introduction to a buyer(s). The seller's comfort level is most important and we, therefore, normally suggest a

conference call to introduce both sides to each other.


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Act in such a way that you always treat humanity, whether in your own person or in the person of any other, never simply as a means but always as an end.

- Immanuel Kant

How We Select a Buyer Selecting a buyer(s) requires more than simply matching a buyer's criteria with the characteristics of a seller.

We assess the buyer's eagerness to do a deal. We also focus on the availability of both financial and human

resources needed to consummate a deal. Further, we evaluate additional factors, including our personal

experience with the buyer. How a buyer deals with us is a strong indicator of how they will deal with the

seller. A difficult buyer is less likely to get our call than a buyer who is responsive and fair-minded. We

restrict the number of buyers to a small number, sometimes only one.


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Pre-Screening

I feel that Valufinder is part of my own organization! They listen to our acquisition needs and provide us with unique, original opportunities that are qualified and then present information on the prospect without the fluff. They are always there to help. I would recommend them as one of the top intermediaries in the country and truly value our relationship.

- Ellery Roberts Managing Director

SKM Growth Investors

Prior to most conference calls, and when appropriate, Valufinder prepares for the buyer a detailed

acquisition profile on the seller, including financial results. This document has several purposes:

Provides the buyer with the information needed to determine whether to initially move forward with the

deal or stop the process prior to the conference call.

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- Assures the buyer that the seller is committed to following through with a transaction.

Facilitation After the introduction and throughout the transaction, Valufinder's professionals are personally involved in

maintaining a dialogue with the buyer and seller, in order to ensure clear and timely communications

between the parties. By respecting confidentiality, avoiding problems and deftly handling unforeseen events,

Valufinder helps orchestrate a successful closing.

When representing the buy side of a deal, Valufinder views its role as a colonel following the orders of the

buyer, the general, in getting the deal done.


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Compensation

But this I say, He which soweth sparingly shall reap also sparingly, and he which soweth bountifully shall reap also bountifully.

- II Corinthians 9:6

Our compensation is usually based on a fee contingent on success. No Deal, No Fee. The buyer in a

transaction typically pays us. Repeat clients frequently ask Valufinder to conduct exclusive retained

searches for their particular needs.


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Highlights of a Retained Search

Luke: All right, I'll give it a try. Yoda: No. Try not. Do..or do not. There is no try.

- Star Wars Episode V: The Empire Strikes Back

Whether for strategic or financial reasons, there are some buyers who would like to shift their deal flow into

high gear and gain a competitive advantage in their corporate prospecting. In order to solve their search

problems, these buyers often retain Valufinder to conduct proprietary searches on their behalf. For these

aggressive buyers, Valufinder will identify and cull from mountains of raw data upwards of several hundred

active prospects that meet the buyer's acquisition criteria.

By using a specific action plan, Valufinder will only work with this buyer, and no other buyer, to cultivate

these leads into transaction closings. The information in this section provides a brief overview of a detailed

and systematic prospecting process that was designed by Valufinder to allow flexibility in working with a

buyer - from seeking a narrowly targeted company acquisition, to a broad industry roll-up.

Thinking well is wise; planning well, wiser; doing well wisest and best of all.

- Persian Proverb

Please select the links below to learn more about our Retained Search process:

The Valufinder Difference -

Initial Stage -

Candidate Identification -

Candidate Contact -

Additional Information -

For more information about how this process can work for you in closing deals, we invite you to contact us.


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Outsourcing a retained search is more cost effective and time efficient than hiring a recent MBA graduate to

focus solely on prospecting. While very successful in school, young MBA's have no hands-on experience in

M&A, and their learning curve in getting up to speed can be expensive - not only in time and money - but in

lost or mishandled opportunities. Outsourcing also saves the buyer the cost of investing in expensive

research tools.

When our group began to investigate a rollup in an out-of-favor industry, we sought the assistance of Valufinder who had been providing us with exceptional deal flow for many years. Valufinder's team unrolled a multifaceted plan, which quickly achieved the results we sought. Their ability to mobilize their in-house team for a targeted program was remarkable.

- Tom Burger Managing Director

RFE Partners

By retaining Valufinder, a buyer gets access to and works with an experienced research team, powerful

search capabilities and the judgment and acumen of Valufinder's professionals who have decades of

experience in screening and contacting prospects. Valufinder employs the manpower to do the 'heavy

slogging' in chasing down possible leads and turning them into real prospects, while leaving the buyer to

focus on serious sellers who require personal attention to move them forward to closing.


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It takes a lot of time to get experience, and once you have it you ought to go on using it.

- Benjamin M. Duggar

Valufinder has developed for buyers an easily understood and effective 20-step program for Retainer

Searches, which breaks down a large, complex process into a well defined and easily implemented action

plan. For a more detailed review of the entire 20-step program please contact us. The following examples

are some, but not all, of the key early steps, and are indicative of Valufinder's thoroughness and

professionalism found throughout the entire program:

Gathering preliminary background information on various target industries to possibly

determine trends, opportunities and problems.

Refining with the buyer the acquisition criteria and creating a pricing matrix for companies

within a targeted industry segment.

Developing an initial Seller Questionnaire which covers the key issues and concerns of the

buyer.

Developing a customized letter or phone script to be used as the first contact communication

that highlights the buyer's specific name or, in lieu of his name, a representative description

and the reasons for their interest in the prospect.

To create a favorable first impression in the initial contact stage with each seller, we develop both a written

document and an oral presentation describing the buyer's strong points and the general reasons why a

transaction with the seller could be beneficial to both sides. In order to maintain a consistent and persuasive

message with all the candidates, we utilize this as the backbone to begin our first conversations.


23


Knowledge is free at the library. Just bring your own container.

– Anonymous

Based on its years of experience in working with both buyers and sellers, Valufinder will initiate a systematic

campaign to identify candidates, which can include the following:

For buyers who know the industry(s) they are interested in, Valufinder will conduct a far-reaching and

thorough search of obvious and obscure databases and trade sources to identify potential candidates.

For a buyer interested in specific ideas or roll ups, we can develop original acquisition ideas because

we talk to many different companies and industries. Valufinder is constantly scrutinizing acquisition

opportunities that come from our

M&A conversations and industry trends and reports, as well as aggregating changing buyer criteria to

note trends and monitoring aging buyer portfolios and news articles.

Once an industry is identified, Valufinder reaches out to industry executives, and buyers and sellers

within the industry with whom we have spoken over the years, to see if they know of any appropriate

candidates.

We distinguish between real prospects and names typically available for purchase on mailing lists.

We then prioritize candidates based on available data with the buyer's help. Criteria may include

product information, facility locations, approximate sales size, and other industry and company

intelligence.


24

Over an extended period of time, the use of Valufinder's repetitive contact program (utilizing both the mail

and phone) will increase the probability of reaching all the prospects on the buyer's target list of prospects.

The following is a partial list of the contact process we perform to reach the prospect.

We begin the contact process by rolling out over a period of several weeks a mailing that is customized

for each and every prospect on the target list.

The most important single ingredient in the formula of success is knowing how to get along with people.

- Theodore Roosevelt

The mailings are then followed up, usually within a week, with a cold call. The purpose of the call is to

convey personally to the seller that the buyer is seriously interested in exploring a possible transaction

with the seller. Further, we strive to answer the seller's questions honestly and provide information

about the buyer and the various types of transactions they are capable of doing. Valufinder at this time

is only interested in attempting to establish a line of communication and assessing a prospective seller's

interest in doing a transaction either now or in the future. If the prospect, at this time, is not interested in

going further, we do not attempt to push the prospect to take any action.

Follow Up - At agreed upon intervals or when we deem it appropriate, Valufinder will contact the

prospects to assess their evolving interest in exploring the possibility of some form of transaction.

Subsequent calls are scheduled using Valufinder's computerized contact management system. Both

custom and mass mailings can be used to provide prospects with any positive news about the buyer.

Over an extended period of time Valufinder will initiate repetitive contacts to increase the probability of

being there when the seller becomes serious about doing a transaction.

Whenever we contact the seller, we consistently repeat the buyer's name and his sincere interest. We

utilize the buyer's name repeatedly throughout all conversations and communications. We hammer

home the buyer's name.


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Nothing in the world can take the place of persistence. Talent will not; nothing is more common than unsuccessful individuals with talent. Genius will not; unrewarded genius is almost a proverb. Education will not; the world is full of educated derelicts. Persistence and determination alone are omnipotent.

- Ray Kroc

Progress reports that contain information on candidates are submitted via e-mail to the buyer at agreed

upon intervals for all prospects and sellers.

Introduction - As soon as the prospect is ready to start actively exploring a sale, we arrange for an

introductory conference call with the buyer. However, prior to the conference call, current information on

the candidate is forwarded to the buyer in order that the buyer may familiarize themselves with the

prospect's details and opportunities.

On occasion, in order to start building chemistry between the buyer and seller, Valufinder will arrange a

conference call between a buyer and a prospect who is contemplating selling but hasn't firmly decided

to do so. This call allows both sides to say "Hello" with no further commitment. It is like a flirtation which

can blossom into marriage.

Conference Call - In the initial conference call, Valufinder assists both the buyer and seller to make sure

that both sides are comfortable, opportunities are explained and explored, questions are understood

and answered clearly, and, if appropriate, actions are scheduled to move the conversation to the next

level.

Follow Through - Valufinder will always follow up with both the buyer and seller to determine their

assessment of the introductory conversation and subsequent contacts. Valufinder will schedule

appropriate follow-ups to make sure that any actions promised by both buyer or seller are carried out,

and that the process does not stall or stop, but moves forward. In the event of any misunderstandings or

problems, we will, if possible, quickly correct or fix them.


26

Success comes to those who know it isn't coming to them and who go out to get it.

- Frank Tyger

Prioritize - Valufinder will work with the buyer to consistently update and re-prioritize the candidates in

order to keep the most interesting at the top of the list. Simultaneously, we will maintain the process of

prospecting for new candidates and facilitating contact with additional prospects.


27

For the reasons noted previously, a retained search dramatically increases the probability of a buyer being

there when a seller decides to sell. By finding suitable candidates faster and more efficiently, Valufinder

significantly improves the likelihood of a buyer meeting their acquisition objectives.

To accept good advice is but to increase one's own ability.

- Johann Wolfgang von Goethe

The key to being proactive is using Valufinder to identify and reach potential sellers for one-on-one

discussions, rather than being reactive and waiting for competitive auctions to identify an individual seller.

One-on-one discussions allow a buyer to develop a rapport with the seller and discover hidden value that

will not be shared with other buyers. This gives the buyer an advantage in pricing a deal and completing the

transaction.

Retainer Fee

The worth and value of knowledge is in proportion to the worth and value of its object.

- Samuel Taylor Coleridge

Each retained search is unique and requires a different compensation structure. Typically, we receive a

negotiated retainer which is applied against the first success fee. This nominal amount demonstrates that

the buyer's organization has crossed the line from general discussion of "what ifs" to a dedicated

commitment to closing deals. In addition, reasonable out-of-pocket expenses will be reimbursed.


28

Success Fees Our success fees are competitive within our industry.

Whatever you can do or dream you can, begin it. Boldness has genius, power and magic in it. Begin it now.

- Johann Wolfgang von Goethe

If you are interested in learning more about how Valufinder's retainer searches and its creative and

extensive program can help you attain your acquisition goals, please contact us.


29


Valufinder's Clients Valufinder's preeminence in buy-side searches, our deep expertise in the middle market, and our

commitment to confidential, mutually beneficial transactions have won us the confidence and loyalty of many

clients over the years. A partial list of buyers with whom we have worked is provided below.

Advent International Allied Capital American Securities Capital Partners Andlinger & Company Ardshiel Audax Management Company Bain Capital BancBoston Capital Bear Stearns Merchant Fund Behrman Capital Berkshire Partners Berwind Corporation Bessemer Venture Partners Blue Point Capital Partners Bradford Equities Fund Branford Castle Bruckmann, Rosser, Sherrill Callier Interests Carlisle Enterprises Carousel Capital Castle Harlan Catterton Partners Management Caxton-Iseman Capital Cedar Creek Partners Celerity Partners Centre Partners Management Charterhouse Group International Citicorp Venture Capital CIVC Partners Clayton, Dubilier & Rice CM Equity Partners Code Hennessy & Simmons Cornerstone Equity Investors Cortec Group Dailey Capital Management Dubilier & Company Dubin Clark & Company Dyson-Kissner-Moran Emptor Capital Farm House Foods FCP Investors

FdG Associates Fenway Partners Ferro Management Group Flywheel Industries Franklin Street Equity Partners Frontenac Company Full Circle Investments G.L. Ohrstrom & Company Goldner, Hawn, Johnson & Morris Graham Partners GTCR Golder, Rauner H. I. G. Capital Management Hammond, Kennedy, Whitney & Co. Hanover Partners Harbour Group Industries Harren Equity Partners Harvest Partners Ingram Todd J.M. Galef & Company Jacobson Partners JB Investment Partners JLL Partners Jordan Company Jordan Industries Kelso & Co. Kenmare Capital Kenner & Company Kidd & Company Kildare Enterprises Kinsman Capital Landmark Partners Leitner Thomas Group Leonard Green & Partners Lincolnshire Management Linsalata Capital Partners Littlejohn & Company MacAndrews & Forbes Madison Dearborn Partners Main Street Resources Maplegate Holdings McCown De Leeuw MCM Capital Partners Metapoint Partners MIGG Capital Milley & Company

Nautic Partners New England Capital Management NewCastle Partners Nicollet Capital Partners North Castle Partners Owosso Corporation PNC Equity Management Corporation Pouschine Cook Capital Management Quest Capital Quincy Partners Raymond James Capital Red Diamond Capital RFE Investment Partners Ripplewood Holdings River Associates Ropart Partners Saugatuck Associates Saunders Karp & Megrue Long Point Capital Seidler Company Shansby Group SKM Growth Investors Spell Capital Partners Steel Partners Services Stonebridge Partners Stonington Partners Sun Capital Partners Swander Pace Capital TCW Capital Thoma Cressey/Equity Partners Triton Pacific Capital Partners Trivest Partners UBS Capital Americas UIS Valor Equity Partners Wafra Partners Watermill Ventures Waud Capital Partners Waveland Investments Wesray Capital William E. Simon & Sons Wind Point Partners Wynnchurch Capital Partners ZS Fund


30

Valufinder's team of experienced professionals has guided middle-market buyers and sellers through many

successful transactions since the firm's founding in 1979. Our commitment to our clients and exceptional

personal service has enabled Valufinder to build a strong track record and a sterling reputation in the

industry. In this section, we offer selected examples of mergers and acquisitions that we have been

instrumental in initiating and bringing to a successful conclusion.

Excellence is an art won by training and habituation. We do not act rightly because we have virtue or excellence, but we rather have those because we have acted rightly. We are what we repeatedly do. Excellence, then, is not an act but a habit

- Aristotle

Please visit our Selected Transactions pages to view a list of representative transactions and tombstones.

Our Case Studies section provides details on how we have helped to initiate some of these transactions,

and provided support to buyers and sellers during the negotiation process. Current news and press releases

announcing some of our recent transactions may be found in our Company News pages.


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Selected transactions, in which Valufinder has assisted buyers or owners in initiating discussions,

negotiating terms of sale and closing the deal, are listed in the table below. For your convenience, we have

also represented them by industry in the pie chart below.

Table of Selected Transactions

Company/Seller Business Buyer Transaction

THE REMINGTON ARMS COMPANY, INC. / E.I. DU PONT NEMOURS & COMPANY, INC.

A $400+ million manufacturer of rifles, shotguns, ammunition and related products

CLAYTON DUBILIER & RICE

Divestiture initiated on behalf of CLAYTON DUBILIER & RICE View case study »

ICI COMPOSITES, INC. AND FIBERITE EUROPE GMBH / IMPERIAL CHEMICAL INDUSTRIES, PLC

A leading manufacturer of advanced composite materials for the aerospace industry

DLJ MERCHANT BANKING GROUP & CARLISLE ENTERPRISES

Acquisition initiated on behalf of DLJ MERCHANT BANKING & CARLISLE ENTERPRISES View case study »

WHITMAN SADDLES MANUFACTURING CO., INC.

The largest domestic manufacturer of English riding saddles and other equestrian products

DENT & COMPANY, INC.

Acquisition initiated on behalf of DENT & COMPANY, INC.

COLORSPAN CORPORATION

A leading manufacturer of wide format inkjet printing equipment

MacDERMID, INC. Acquisition initiated on behalf of MacDERMID, INC.

HAMILTON MILL / INTERNATIONAL PAPER COMPANY

A leading specialty paper mill providing a wide variety of branded premium products to printers, distributors, converters & graphic designers

SMART PAPERS, LLC

Divestiture initiated on behalf of SUN CAPITAL PARTNERS

GRAVOGRAPH GMBH The world's leading manufacturer of engraving equipment and supplies headquartered in France

CASTLE HARLAN, INC.

Acquisition initiated on behalf of CASTLE HARLAN, INC.


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http://fresh.digitalpulp.com:8110/news/tombstones/colorspan.html

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AUDIO PRECISION, INC. A leading manufacturer of electronic instruments used to test and measure professional and consumer audio and broadcast equipment

HANOVER PARTNERS, INC.

Acquisition initiated on behalf of HANOVER PARTNERS, INC.

KWS MANUFACTURING, INC.

A leading provider of bulk material handling equipment used in pulp & paper, and other industries

J.B. POINDEXTER & CO., INC.

Acquisition initiated on behalf of J.B. POINDEXTER & CO., INC.

FORDICK CORPORATION A manufacturer and importer of a broad line of lawn and garden products

MIDWEST AIR TECHNOLOGIES

Acquisition initiated on behalf of MIDWEST AIR TECHNOLOGIES

RUGBY MANUFACTURING, INC.

A manufacturer of hydraulic hoists, dump bodies and truck platforms

HANOVER PARTNERS, INC.

Acquisition initiated on behalf of HANOVER, INC.

CASIANO COMMUNICATIONS, INC.

A diversified communications company providing business and consumer publications and services to the bilingual Hispanic community

WAFRA PARTNERS, L.P.

Financing initiated on behalf of WAFRA PARTNERS, L.P.

O.M. SCOTT & SONS and W. ATLEE BURPEE DIVISION / ITT CORPORATION

A $200+ million lawn and garden care products manufacturer

CLAYTON & DUBILIER

Divestiture initiated on behalf of CLAYTON & DUBILIER View case study »

BURROUGHS BUSINESS FORMS DIVISION/ UNISYS CORPORATION

The $180 million international business forms and domestic stationery supplies division

CLAYTON & DUBILIER

Divestiture initiated on behalf of CLAYTON & DUBILIER

A $280 million giftware manufacturer

BLYTHE INDUSTRIES, INC.

Divestiture initiated on behalf of BLYTHE INDUSTRIES, INC.

ACTION LABS, INC. A diversified manufacturer of vitamins and nutritional supplements

NUTRACEUTICAL CORPORATION

Acquisition initiated on behalf of NUTRACEUTICAL CORPORATION

REMCO MAINTENANCE CORPORATION

A major regional building maintenance company

OMNI FACILITY RESOURCES

Acquisition initiated on behalf of OMNI FACILITY RESOURCES

THE OLD HARBOR CANDLE CO. / TOWLE MANUFACTURING CO.


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http://fresh.digitalpulp.com:8110/news/tombstones/action.html

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ALL NIGHT MEDIA, INC

A leading creator and manufacturer of rubber stamps for the craft, stationery, gift and toy markets

THE DYSON-KISSNER-MORAN CORPORATION

Acquisition initiated on behalf of DYSON-KISSNER-MORAN

CAFE VALLEY, INC.

A leading regional manufacturer and marketer of high quality baked goods

SEAVER KENT & COMPANY

Acquisition initiated on behalf of SEAVER KENT & COMPANY

HICKORY FARMS A diversified manufacturer and retailer of gourmet foods

JUPITER PARTNERS Financing initiated on behalf of JUPITER PARTNERS

EMBROIDERY SERVICES, INC.

A manufacturer of custom art needlework

TRIVEST, INC. Acquisition initiated on behalf of TRIVEST, INC.

HYDRO-MILL COMPANY

A manufacturer of structural aircraft components

TRIUMPH GROUP, INC. Acquisition initiated on behalf of TRIUMPH GROUP, INC. View case study »

K.G. BOX, INC. A manufacturer of corrugated boxes

CODE HENNESSY & SIMMONS, LLC

Acquisition initiated on behalf of CODE HENNESSY & SIMMONS, LLC

C&N DINING, INC. A multiple unit Burger King franchise

AMERIKING, INC. Acquisition initiated on behalf of AMERIKING, INC. View case study »

DIVERSCO HOLDINGS, INC.

A contract maintenance, janitorial services & temporary staffing company

LINSALATA CAPITAL PARTNERS

Acquisition initiated on behalf of LINSALATA CAPITAL PARTNERS View case study »

THE KING COMPANY

A specialty producer of industrial heating, ventilating and refrigeration equipment

FLAIR CORPORATION Acquisition initiated on behalf of FLAIR CORPORATION

WILSON JONES A manufacturer of filing systems and stationery

AMERICAN PAD AND PAPER CORPORATION

Divestiture initiated on behalf of AMPAD


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PDQ, INC. A leading car wash equipment manufacturer

DOVER CORPORATION

Acquisition initiated on behalf of DOVER CORPORATION View case study »

MICHIGAN INDUCTION, INC.

A metal heat treating operation

BODYCOTE IMT, INC. Acquisition initiated on behalf of BODYCOTE IMT, INC.

ADVANCED TECHNOLOGY SERVICES

A leading maintenance and repair organization specializing in servicing custom machinery

COLUMBIA NAPLES CAPITAL LLC

Acquisition initiated on behalf of COLUMBIA NAPLES CAPITAL LLC

HOOVEN HEAT TREATING A metal heat treating operation

BODYCOTE IMT, INC. Acquisition initiated on behalf of BODYCOTE IMT, INC.

THE NEW AMSTERDAM BREWING COMPANY

A division of the Matt Brewing Company

CHATHAM IMPORTS Divestiture initiated on behalf of MATT BREWING COMPANY

TWO-GETHER LEATHER MANUFACTURING

A diversified manufacturer of personal leather goods

TANDYCRAFTS, INC. Acquisition initiated on behalf of TANDYCRAFTS, INC.

THE GAULEY SALES CO. / ITT CORPORATION

A leading distributor of mining supplies and equipment

An affiliate of ISLAND CAPITAL

Divestiture initiated on behalf of ISLAND CAPITAL

J-MAR ASSOCIATES, INC. A manufacturer of inspirational gift items, verse cards and accessories

TANDYCRAFTS, INC. Acquisition initiated on behalf of TANDYCRAFTS, INC.

THE DATING AND CALENDARS PRODUCT GROUP / THE AMPAD CORP.

A manufacturer of dating and calendars and other products for the stationary industry

THE KEITH CLARK CORP.

Divestiture initiated on behalf of AMPAD

The nation's largest manufacturer of carbon paper

An affiliate of STRATEGIC INVESTMENTS & HOLDINGS, INC.

Acquisition initiated on behalf of STRATEGIC INVESTMENTS &HOLDINGS, INC.

THE LION, INC. A contract bottler of soft drink beverages and the 10th largest brewing complex in the United States

QUINCY PARTNERS Acquisition initiated on behalf of QUINCY PARTNERS

TECHNICARBON COMPANY, INC.


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LIFE SUPPORT PRODUCTS, INC.

A leading manufacturer of emergency respiratory medical equipment

ALLIED HEALTHCARE PRODUCTS, INC.

Acquisition initiated on behalf of ALLIED HEALTHCARE PRODUCTS, INC.

W&F MANUFACTURING COMPANY, INC.

A $27 million novelty wax manufacturer

THE FARM HOUSE FOODS CORPORATION

Acquisition initiated on behalf of the FARM HOUSE FOODS CORPORATION

THE DOXSEE FOOD CORPORATION / SONESTA INT'L HOTELS OF BOSTON, MA

A $67 million manufacturer of various types of clam products and salad dressings

STANWICH INVESTMENTS

Divestiture initiated on behalf of STANWICH INVESTMENTS

THE C.A. REED DIVISION / THE WESTVACO COMPANY

A $24 million party goods manufacturer

THE CARMAN CORPORATION

Divestiture initiated on behalf of the CARMAN CORPORATION

WILL & BAUMER COMPANY

A $14 million religious articles manufacturer and distributor

QUINCY PARTNERS Divestiture initiated on behalf of QUINCY PARTNERS

BRIGGS DIVISION / THE JIM WALTERS CORP.

A $92 million plumbing fixtures manufacturer

JP INDUSTRIES, INC. Divestiture initiated on behalf of JP INDUSTRIES, INC. View case study »

OFFICE PRODUCTS GROUP / THE CROWN ZELLERBACH CORP.

A $250 million stationery wholesaling company

ANDLINGER & CO. Divestiture initiated on behalf of ANDLINGER & CO.

ICI SECURITY PRODUCTS GROUP / IMPERIAL CHEMICAL INDUSTRIES, PLC

The leading international manufacturer of security dye packs for the banking industry

LINCOLNSHIRE MANAGEMENT, INC.

Divestiture inititiated on behalf of LINCOLNSHIRE MANAGEMENT

STRATEGIC MATERIALS, INC. / EQUUS HOLDINGS

The nation's largest recycler of glass materials

NEXCYCLE an affiliate of LINCOLNSHIRE MANAGEMENT, INC.

Acquisition initiated on behalf of NEXCYCLE View case study »

HUFFY SERVICE SOLUTIONS / HUFFY CORPORATION

A leading provider of outsourced merchandising services to consumer product manufacturers and retail chains

NATIONAL PRODUCT SERVICES an affiliate of H.I.G. CAPITAL

Acquisition initiated on behalf of NATIONAL PRODUCT SERVICES


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Valufinder's professionals, at the firm or in their earlier careers, have successfully initiated over 150

completed transactions, covering a broad range of industries and situations. The case studies in this section

provide more details about some of the transactions in which Valufinder has helped to bring buyers and

sellers together. We invite you to explore the examples we have provided and to contact us, if you would like

to learn more about a specific case.

PRIVATE SELLERS

Hydro-Mill Company Acquisition by Triumph Group

Estate sale satisfies goals of buyer and seller...

Diversco Holdings, Inc. Acquisition by Linsalata Capital Partners

Retirement sale enables owner to pursue new interests...

PDQ, Inc. acquired by the Dover Corporation

Sale of business enables partners to pursue individual personal goals...

CORPORATE DIVESTITURES

The Remington Arms Company sold by E.I. Dupont De Nemours & Company, Inc.

Confidential divestiture of corporate orphan satisfies objectives of buyer and seller...

O.M. Scott & Sons and W. Atlee Burpee Division divested by ITT Corporation

Initial failed auction creates opportunity for the confidential introduction of aggressive new buyer...

ICI Composites, Inc. and Fiberite Europe GMBH divested by Imperial Chemicals Industries, PLC

Discreet and expeditious sale enables seller to divest division incompatible with future growth plans...

ADD-ON ACQUISITIONS

Lincolnshire Management's portfolio company NexCycle acquires Strategic Materials, Inc.

Combination of potential synergies results in a closing...

JP Industries, Inc. acquires The Briggs Division from the Jim Walters Corporation

Strategic add-on propels buyer to new level...

Jordan Company's portfolio company Ameriking, Inc acquisition of C&N Dining, Inc.

Identification of true participants leads to the restart of a deal...


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Hydro-Mills Company Acquisition by The Triumph Group, Inc. Estate sale satisfies goals of buyer and seller...

Valufinder was contacted by the widow of the owner of Hydro-Mills (who had

found our correspondence in his files) who wanted to know if our potential

buyer was still interested in the company. Pressed into service due to the

death of her husband, the widow had done a tremendous job in improving the

company, but was now looking to sell in order to diversify her estate and spend

more time with her family.

Hydro-Mills is one of the country's leading fabricators of structural aircraft

components primarily for the large internal pieces found inside a plane's wings.

The company, started in the 1940s, had grown with the aircraft industry and

had invested heavily over the years in superior engineering capability and

specialized equipment.

After learning more about the company and the seller's goals, we realized that the original buyer, whose

circumstances had changed since the initial contact, might only be marginally interested. Further, the owner

did not want a large auction but wanted to speak to a small group of qualified buyers who had industry

expertise, the financial resources to complete the deal, and finally would take care of her people. With the

seller's approval, Valufinder then performed a thorough search of both strategic and financial Buyers and

was able to identify a select group of Buyers who not only met the owner's criteria but also were eager to do

a deal in this market segment.

I had already started the process to sell my company when Valufinder introduced me to one of their clients, the Triumph Group. Valufinder quickly arranged for the exchange of materials and made sure my information got into the hands of the buyer's president, the ultimate decision maker. Valufinder then assisted both sides in moving the deal forward and reaching a successful closing.

Gloria Coppin Chairwoman (retired)

The Hydro-Mill Company


38

Hydro-Mills Company [cont’d]

Since the owner was already in discussions with other buyers, Valufinder quickly prepared a preliminary

information package for the Buyers that highlighted Hydro-Mills' strengths and opportunities. We assisted in

the exchange of documents, information, and facilitated discussions. A number of these Buyers made

handsome offers.

The owner selected Valufinder's client, the Triumph Group, a publicly traded company. Triumph is a

diversified manufacturer of aircraft component parts and had grown both through internal growth and careful

acquisitions. Triumph was looking to further diversify into aircraft structural components and determined that

Hydro-Mill offered unique manufacturing capabilities and deeper penetration into this market. Valufinder

initiated this transaction with carefully selected Buyers, and helped to facilitate the process up to and

through the closing.


39

Diversco Holdings, Inc. Acquisition by Linsalata Capital Partners Retirement sale enables owner to pursue new interests...

Valufinder had spoken to the owner of Diversco several times over

many years. Even though the owner had always recognized that he

would need to sell in the future, he had not been ready to do so,

because he was "having too much fun". Finally, however, the owner

was ready to cash out. While willing to stay on for a transitional period

of time, he was looking forward to his retirement and moving on with

his life. The seller enlisted the assistance of Valufinder, because of

the long-standing relationship with our team, and, based on the

impartial professional advice that we had provided over the years.

Diversco had four broad categories of business: contract

maintenance, janitorial services, security staffing, and temporary

staffing. The owner had built up the company internally by hard work,

excellent marketing, and strong customer service. He had also made "bolt on" acquisitions, over the years,

of companies that complemented his product lines and geographical reach. He felt that, while the company

had excellent internal growth prospects, there were numerous acquisition opportunities as well.

Valufinder determined a realistic valuation range and prepared the preliminary information package (the

"Acquisition Profile") necessary to attract the attention of potential buyers. Valufinder highlighted Diversco's

strong points and opportunities, and explained the areas of concern, along with possible solutions.

It is always a pleasure to work with the Valufinder team. Valufinder brings the highest levels of responsiveness and professionalism to every situation. Their hard work is reflected in their long tenure in the industry and excellent reputation they have within our firm.

Rob Webber Managing Director

Linsalata Capital Partners


40

Diversco Holdings, Inc. [cont’d]

Valufinder created a presentation that demonstrated to potential Buyers the significant upside that Diversco

possessed, and gave them a comfortable feeling about the company. Valufinder prepared and contacted a

carefully selected list of potential buyers, obtained Confidentiality Agreements from each, distributed the

Acquisition Profile, arranged for conference calls, scheduled introductory meetings, and continued to

facilitate the transaction up to and through the successful closing.

One of the selected buyers who received the Acquisition Profile was Linsalata Capital Partners, whose

partners had experience in providing industrial services. Linsalata felt, after reviewing the Acquisition Profile

and meeting with the owner, that the company had excellent potential. Linsalata was able to structure a deal

with the owner that led to a closing several months later.


41

PDQ, Inc. Acquisition by The Dover Corporation Sale of business enables partners to pursue individual personal goals...

The three partners of PDQ had come to a point when their personal

goals no longer held them together, and decided to sell the business

and go their separate ways. Valufinder had kept in touch with the

company over several years, although the timing, previously, had not

been right for a sale. Valufinder never pushed the partners to sell, but

continuously offered information and objective counsel. When the

partners arrived at the decision to sell the company, they relied upon

Valufinder, to assist them, due to the perceptive advice and support

they had received from Valufinder throughout the years.

PDQ Manufacturing was founded in 1984. In 1990 the company

introduced touch-free vehicle wash systems, and quickly became the

leading global manufacturer of these systems. The company's products

are designed to deliver superior wash results, while providing lower operating costs and higher profits.

Valufinder first gave the owners a range of value based on the information the owners provided about the

company, as well as our valuation of the company's past and future performance. The owners were satisfied

with the range and decided to move forward, but they were looking for a quick and discreet transaction. One

In late 1997, one of my partners announced that he desired to exit the business and return to New Zealand. We decided to investigate the possibility of selling the business and responded to an inquiry from Valufinder. Many companies expressed interest in purchasing PDQ. However, Valufinder listened to what we were looking for and then found the right buyer for us. The PDQ management team selected Valufinder's client, the Dover Corporation because of its commitment to leave the management team in place and allow the company to continue to operate autonomously. Without Valufinder, we never would have found Dover.

Charlie Lieb President

PDQ Manufacturing, Inc.


42

PDQ, Inc. [cont’d]

of the owners wanted to remain with the business, and felt the company would be seriously disrupted if there

were a long parade of potential buyers marching through their offices. Valufinder prepared the initial

information package that demonstrated the company's inherent strengths and leading position in its markets,

and that justified the high asking price. We then researched a large number of buyers and discreetly

contacted a carefully chosen few who had specifically expressed an interest in niche manufacturers with

PDQ's characteristics.

One of the buyers selected was the Dover Corporation, a NYSE publicly traded diversified conglomerate.

Dover's portfolio of companies comprises truly high quality, unique organizations. Dover owned a number of

companies in the automotive service sector, and was fast to recognize PDQ's value. A transaction was

quickly negotiated and consummated. Valufinder orchestrated the entire process, including preparation of

information materials, buyer selection, introduction and deal


43

The Remington Arms Company Sold by E. I. Dupont De Nemours & Company, Inc. Confidential divestiture of corporate orphan satisfies objectives of buyer and seller...

Dupont had purchased Remington in the early 1930s, when Remington needed

working capital because of the Great Depression. Remington, the country's

leading manufacturer of sporting rifles, shotguns, ammunition and related

products, was a major customer of Dupont's gunpowder operations. However, in

the early 1980s, Dupont, a $40 billion manufacturer of industrial disposables, had

divested its gunpowder and explosives operations and the direct connection with

Remington, a manufacturer of consumer durables, had been severed.

Remington had grown to approximately $400 million in sales by the 1990s, and

was the number one name in selling sporting arms and related products to the

retail customer through multiple channels of distribution. However, the company

no longer reported directly to the parent's senior management and was missing

opportunities in the marketplace because of a lack of resources. By 1994 Dupont

had decided to sell Remington, as part of an effort to narrow the parent's focus

on its core industrial disposable business.

Valufinder had identified Remington as a corporate orphan in 1984 and believed it was just a matter of time

before Dupont would decide to sell. Valufinder contacted Dupont's corporate development office about the

possibilities of selling. Early conversations were inconclusive, because Dupont was not sure what direction it

wanted to take. After several years, Valufinder then opened direct communication with Remington's senior

Valufinder was persistent and stayed in touch with me year-in and year-out until I was ready to do something. They asked me the right questions and never were pushy. They listened to our situation, went back to their offices, and did their homework. They found for us the right buyer. Valufinder arranged the introduction and help facilitate the negotiations through some difficult periods. We wouldn't have found this buyer without them.

B. R. Brown President (Retired)

The Remington Arms Company

Copyright © Valufinder Group, Inc. 2004. All Rights Reserved. 44

The Remington Arms Company [cont’d]

management. Valufinder had on-going conversations and meetings with Remington's chairman for several

years prior to Dupont's decision to sell.

As soon as it became apparent that Dupont was reconsidering its ownership, Valufinder, on its own initiative,

carefully examined the acquisition criteria of a number of large and experienced Private Equity groups. Less

than a handful of carefully screened buyers were selected and discreet conversations enabled us to assess

which buyer had the highest probability of closing this type of transaction. We were able to determine that

one buyer in particular, Clayton & Dubilier, because of the personal interests of senior partners, had the

greatest likelihood of closing a deal.

In 1994, when Dupont finally decided to sell Remington, Valufinder got the call and was able to quickly

arrange a meeting between the seller and the buyer. The transaction was quickly consummated. For

Valufinder this transaction - from initial identification to closing - took nine years. Initiative, Persistence,

Expertise, and Facilitation are all Valufinder's traditional hallmarks.


45

O. M. Scott & Sons and W. Atlee Burpee Division Divested by ITT Corporation Initial failed auction creates opportunity for the confidential introduction of an aggressive, new buyer...

In 1984, the ITT Corporation, one of the original conglomerates, had

begun to reassess its business units both in terms of core

competencies and those having significant size and growth potential.

Over a decade earlier, O. M. Scott & Sons and W. Atlee Burpee

("Scott/Burpee") had been acquired and formed one division. While

this division had significant consumer brand awareness, it was

deemed to be outside the parent's "hold and grow" criteria. ITT

decided to take the company to market in a major investment banking

auction and, after selecting a buyer, had been unable to close.

Scott/Burpee, with over $200 million in sales, are major brand names

in the lawn and garden markets. "Scott" was the largest brand name

manufacturer of lawn care products and "Burpee" was a major seed

and bulb catalogue sales organization. The lawn and garden market

was viewed as a growth industry, and, in addition, had a number of opportunities for consolidation.

In 1985, Valufinder, having previously identified this division as a corporate orphan, and aware of the failed

auction the prior year, contacted ITT about the possibility of selling. ITT had decided to hold the business

because the failed auction had caused personnel problems, which had in turn caused performance issues.

After a failed auction, we did not want to go down that path again. Valufinder was able to bring to us less than a handful of highly qualified buyers. With their help, we were able to quickly move forward and close a transaction. We subsequently had another transaction that was too small for our bulge bracket investment bankers and decided to do it in house. We contacted Valufinder who again introduced us to an excellent group of buyers, one of whom bought the company. Valufinder has been professional, fast, and discreet in all their dealings with us.

Leonard Nathanson

Director of Mergers & Acquisitions ITT Corporation


46

O. M. Scott & Sons and W. Atlee Burpee Division [cont’d]

Valufinder was convinced that, ultimately, ITT would reconsider selling, and maintained ongoing contact with

the ITT corporate development office.

In 1986, ITT reconsidered its position and decided to sell. However, after the failed public auction, ITT

wanted its own corporate development people to handle the sale quietly and discreetly, without any public

statements until the transaction closed. After several meetings and, after assuring ITT that Valufinder could

discreetly select and qualify a handful of exceptional buyers, we were given the go ahead to introduce the

Scott/Burpee Division to a limited group of buyers.

One of these buyers, Clayton & Dubilier, ultimately purchased the company, recognizing that O. M. Scott

represented an outstanding platform for both internal growth and for adding on smaller competitors for their

synergies.


47

ICI Composites, Inc. and Fiberite Europe GMBH Divested by Imperial Chemicals Industries, PLC Discreet and expeditious sale enables seller to divest division incompatible with future growth plans...

Imperial Chemical Industries (ICI) had been chartered during the 19th

century by the British Government to help locate and exploit lucrative

opportunities for Britain's chemical industry throughout the British Empire.

ICI had grown into one of the world's largest diversified chemical

manufacturers, from the raw products taken directly from mines, to

producing the final industrial and consumer products. However, by the mid

1990's, ICI had decided to move away from commodity chemicals and

small markets to focus on high margin and large growth markets,

particularly broad industrial applications and pharmaceuticals.

ICI Composites and Fiberite were leading manufacturers of advanced

composite materials for the aerospace industry, and were considered

high-value-added manufacturers. However, ICI considered the market for

these manufacturers small, and outside of its future core competencies.

They decided to sell and had a major investment banking firm conduct a large public auction. This auction

produced a serious buyer who was unable to raise the necessary financing to close the transaction.

My firm had already sold a company with Valufinder's assistance and they had remained in contact with us about some of our other holdings. When we had a smaller division to divest, we decided to sell it ourselves and contacted Valufinder. Other than a small group of possible strategic buyers, we did not know the current market of buyers and Valufinder offered to help us identify additional buyers. They simply did an outstanding job. Not only did they introduce us to a superior group of aggressive buyers, Valufinder then went on to assist and coordinate the exchange of materials, follow up, and negotiations to make sure that the process maintained its momentum. I would commend Valufinder to anyone in the business of mergers & acquisitions.

Derek Kirk Mergers & Acquisitions

Imperial Chemical Industries

Copyright © Valufinder Group, Inc. 2004. All Rights Reserved. 48

ICI Composites, Inc. and Fiberite Europe GMBH [cont’d] Valufinder, aware of the failed auction, contacted ICI's corporate development group about the possibility of

selling. We were informed that, while they still wanted to sell in the long term, they were sensitive about the

failed auction and any possible divestiture was on indefinite hold. However, if someone came knocking on

their door who had both industry expertise and no financing contingency, ICI might be willing to have an

exploratory introductory meeting. Above all the process had to be confidential.

After thoroughly examining several hundred screened buyers from a universe of several thousand,

Valufinder identified a buyer who could meet both of ICI's criteria. We were able to arrange a meeting for the

partnership of Carlisle Enterprises and DLJ Merchant Banking with ICI. Carlisle had managing partners who

had previously been senior managers in the composite industry, and they had partnered with DLJ Merchant

Banking, which had the financial resources. Based on all indications, the partnership was anxious to do a

deal.

The transaction was discreetly and quickly completed to the satisfaction of both sides. Valufinder initiated

the transaction and facilitated the process up to and through the closing.


49

Lincolnshire Management's Portfolio Company, NexCycle Acquires as an Add-on, Strategic Materials, Inc. Combination of potential synergies results in a closing...

NexCycle was established to be a major worldwide factor in the plastic

recycling, glass recycling, environmentally sensitive packaging, and

specialized collection markets. The company is an international firm

providing waste recovery services, specializing in recovery systems and also

adding value to secondary materials. Recently acquired by Lincolnshire

Management, NexCycle has an aggressive business plan for both internal

growth and possible growth from acquisitions.

Lincolnshire informed Valufinder that they were seeking acquisition

opportunities in both plastic and glass recycling. Lincolnshire shared with

Valufinder the key criteria that they felt were essential for a candidate to

have an initial positive review. On the basis of this information, Valufinder searched its proprietary and

industry databases, and identified several companies that were interesting leads. Valufinder then contacted

those leads to establish if any could be potential prospects.

I have been working with Valufinder now for sixteen years, and I clearly find them to be one of the best in the business. They provide us with consistent high quality, and proprietary deal flow, and they truly help facilitate the transaction until closing. These guys are much more than just brokers. They go the extra mile by listening to all sides and staying involved. They are facilitators in the truest sense of the word.

Jim McNair Managing Director

Lincolnshire Management


50

NexCycle [cont’d]

Strategic Materials, Inc., a leading North American glass recycler was a portfolio company of Equus Capital

Management. After nearly 6 months of scheduled and persistent follow-up, Valufinder was able to reach the

President of Equus on the phone. He expressed interest in learning more about Lincolnshire and the

potential opportunity. Valufinder shared information over the phone, sent material to him, and followed up to

answer questions. Once he was satisfied that NexCycle was a synergistic company and that Lincolnshire

was an experienced acquirer, Valufinder was able to prepare the initial information package on the seller

and arrange a conference call and subsequent meeting with the buyer.

Both sides immediately recognized the potential of combining their operations and were able to reach

agreement on a transaction that took their market and operating synergies into account. Valufinder

continued to facilitate the exchange of data and communications, up to and through the successful closing.


51

JP Industries, Inc. Purchase of the Briggs Division from The Jim Walters Corporation Strategic add-on propels buyer to new level...

JP Industries, Inc. (JPI) was formed by a group of senior operating

managers who had left Masco Industries to start their own business. Their

expertise was in two manufacturing sectors: vehicle components, and

plumbing products. JPI had made a number of small acquisitions in both

segments and had used their experience to obtain higher productivity and

greater financial returns than the previous owners. JPI, which had gone

public and had available both cash and equity to finance their

transactions, wanted to grow the company significantly, and wanted one

large acquisition to move them to the next level.

JPI informed Valufinder of their acquisition criteria, which was added into

Valufinder's proprietary database of buyer's criteria. Subsequently,

Valufinder, in speaking to the Jim Walters Corporation (Walters), a large

publicly traded building products manufacturer, about another piece of

business, inquired per our prospecting procedures about other divisions of

Walters that might be for sale. We specifically asked if the Briggs Division might be for sale. Briggs, with

sales of nearly $100 million, was a leading manufacturer in the second tier of porcelain sinks, tubs, and

toilets.

In preparation for the Briggs' conversation, we had researched our database and had identified JPI as a

potential buyer. Briggs was not for sale, but we were asked the reason for our inquiring. We explained that

we had a potentially interested buyer, JPI, and why they would be motivated. Walters felt that the inquiry

Valufinder identified and reached out to organizations we never even thought about as potential sellers. They introduced us to several excellent companies that as far as I knew had not been on the market. Valufinder found the right company for us and assisted us in completing the transaction. The acquisition lifted our company to the next level. We appreciate their help and responsiveness and look forward to doing more deals with them.

Miguel Nistal Executive Vice President

JP Industries


52

Briggs Division [cont’d]

was intriguing and asked Valufinder to discreetly probe JPI's interest level, without revealing the Briggs

name or too much detail about Briggs. Walters had not actively thought about divesting and did not want any

rumors to get started in the marketplace, which they felt would be very disruptive to Briggs' business. We

called JPI and, as requested by Walters, did not reveal the name, but provided enough information to get a

meaningful response. With a positive answer, we called Walters, who after some deliberation, decided to

pursue the opportunity and have an initial conference call.

The conference call led to a meeting, which in turn led to a Letter of Intent within two weeks, and a closing

three months later. Valufinder initiated and facilitated the entire process up to and through the closing.


53

Jordan Company's Portfolio Company, Ameriking, Inc. Acquisition of C&N Dining, Inc. Identification of true participants leads to the restart of a deal...

The Jordan Company is a major private equity player in the middle

market. Starting in the late 1970s, Jordan, an active practitioner of the

"Buy and Build" strategy, bought well over a hundred different companies

for both platform and add-ons. Jordan found a Burger King franchisee as a

potential platform, and, after performing initial due diligence, determined

that, with the franchiser's blessing, they could build this organization into a

major restaurant chain under the Burger King umbrella. The key to rapid

growth was to make acquisitions of other Burger King franchisees that

were interested in cashing out and/or retiring. The synergies in combining

these operations would be significant in quantity purchase discounts,

management expertise, and availability of better financing for capital

growth opportunities, like real estate and equipment purchasing.

Jordan, which has their own aggressive acquisition program, also supplements their activities with the efforts

of trusted intermediaries - since a buyer never knows where a deal can come from. Jordan informed

Valufinder of their acquisition criteria, which were then entered into Valufinder's proprietary database of

buyers actively seeking deals. In due course, Valufinder's continuous prospecting uncovered such a deal.

C&N Dining, Inc. was a 27-unit Burger King franchisee owned by two partners. One partner had recently

passed away and the surviving partner was interested in selling and had entered into discussions with a

potential buyer. Time was of the essence, since he was expecting an offer fairly soon; however, he was

For over a decade, Valufinder has consistently done a tremendous job of introducing us to quality companies in a variety of industries. We truly value their business development capabilities and look forward to closing more deals with them in the future.

Richard Caputo Senior Principal

The Jordan Company, L.P.


54

Ameriking, Inc. [cont’d]

open to talking to Jordan, although he was not familiar with the firm. We immediately called Jordan and were

informed by them that they were already speaking to the owner and were in fact, waiting for a call back.

Confused, we called the partner we had previously spoken with and asked him for clarification. Again the

owner said he did not know Jordan and did not know what we were talking about. Now totally mystified we

called Jordan back and spoke to the partner in charge of the roll-up, who again assured us he was already

in contact, and added that he was waiting for "Peter to get back to him". We had been talking to John the

surviving partner; Peter was the partner who had died. Peter was never going to get back to Jordan and

therefore, Jordan was going to miss the opportunity.

Once we clarified the players and the urgency, Jordan was re-introduced to the surviving partner and was

quickly able to make a successful offer that closed three months later.


55

Please return to this section periodically to view press releases for Valufinder's recent transactions, and to

learn about company activities and events. Select from the links below to read the details, or feel free to

contact us for more information.

New York, NY - Valufinder Group, Inc., is pleased to announce that its client, Spell Capital Partners,

through their holding in PW Poly Corporation, has acquired Uponor Aldyl Company, a divestiture from

Uponor Corporation.

New York, NY - Valufinder Group, Inc., is pleased to announce that its client, Lincolnshire

Management, through their holding in NexCycle, Inc., has acquired Strategic Materials, Inc., from Equus

Capital Management.

New York, NY - Valufinder Group, Inc., is pleased to announce that its client, H. I. G. Capital, through

their holding in National Product Services (NPS), has acquired Huffy Service Solutions (HSS), a

divestiture from Huffy Corporation.


56


Spell Capital Partners' PW Poly Corporation Acquires Uponor Aldyl Company from Uponor Corporation New York, N. Y. - Valufinder Group, Inc. is pleased to announce that its client, Spell Capital Partners of

Minneapolis, MN, through PW Poly Corporation of Hastings, NE, a subsidiary of PW Eagle, has acquired

Uponor Aldyl Company (UAC), a divestiture from Uponor Corporation of Finland.

PW Eagle is a manufacturer of PVC pipe products and is the second largest PVC pipe maker in the US. PW

Eagle manufactures pipe and tubing through a plastic extrusion process and PW Poly is an extruder of small

diameter polyethylene (PE) pipe. PW Eagle's common stock is traded on the NASDAQ National Market

under the symbol "PWEI." PW Eagle/PW Poly operates eleven manufacturing plants across the US with

annual revenues of approximately $330 million.

In early 2002, Valufinder Group began discussions with UAC and learned that its parent, Uponor

Corporation, wanted to exit from the PE municipal pipe business in the US by divesting Uponor Aldyl.

Valufinder introduced a select group of clients to Uponor Corporation in 2002 and 2003 and, then in early

2003, Spell Capital Partners announced that PW Eagle had acquired Uponor ETI, Uponor's municipal PVC

pipe division in the US. Valufinder verified with Spell Capital and UAC that no discussions were taking place

between them regarding a possible transaction. Valufinder made the introduction which led to negotiations

between the parties, and ultimately to a successful transaction.

Valufinder is an investment banking firm specializing in middle market mergers and acquisitions since 1979.

Valufinder finds unique acquisition opportunities for financial and strategic buyers outside of the usual

auction environment. Valufinder, or its professionals, have participated in more than 150 transactions

totaling over $7.5 billion in enterprise value.

For more information contact Brian Levine,Vice President, at 212-243-1133 or via email at

[email protected].


57


Lincolnshire Management's NexCycle Acquires Strategic Materials, Inc. from Equus Capital Management New York, N. Y. - Valufinder Group, Inc., is pleased to announce that its client, Lincolnshire Management,

through their holding in NexCycle, Inc., has acquired Strategic Materials, Inc., from Equus Capital

Management.

NexCycle is a worldwide leader in the glass recycling, environmentally sensitive packaging, and specialized

collection markets. The company provides waste recovery services, specializing in recovery systems and

secondary materials. Strategic Materials, with over 30 plants and depots throughout the United States, is the

largest glass recycler and powdered glass processor in North America, with over 33% of the domestic cullet

market.

Lincolnshire Management informed Valufinder that it was seeking expansion opportunities for NexCycle.

Utilizing its customized search engines, Valufinder cross-referenced NexCycle's acquisition criteria with its

proprietary company database to identify several target opportunities for NexCycle. One of the opportunities

identified was Strategic Materials, owned by Equus. On behalf of Lincolnshire, Valufinder contacted Equus,

presented the framework for the NexCycle acquisition and facilitated negotiations between the parties.


Valufinder finds unique acquisition opportunities for financial and strategic buyers outside of the usual

auction environment. Valufinder, or its professionals, have participated in more than 150 transactions

totaling over $7.5 billion in enterprise value.

For more information contact Jay M. Aidikoff, Managing Director, at 212-243-1133 or via email at

[email protected].


58


H. I. G. Capital's National Product Services Acquires Huffy Service Solutions from the Huffy Corporation New York, N. Y. - Valufinder Group, Inc., is pleased to announce that its client, H. I. G. Capital, through their

holding in National Product Services (NPS), has acquired Huffy Service Solutions (HSS), a divestiture from

Huffy Corporation.

NPS is a nationwide provider of outsourced merchandising services to major consumer product

manufacturers and large retail chains. The company specializes in in-home and in-store assembly, and in-

store product demonstration services for a variety of products, such as furniture, bicycles, and outdoor grills.

HSS is the largest in-store assembly company in North America, with operations in all 50 states and

Canada, under the names of Huffy Service First, Retail Service Pro and Creative Retail Services. HSS

serves many of the same customers as NPS, including Lowe's, The Home Depot, Target, Wal-Mart and K-

Mart.

H. I. G. informed Valufinder that it was seeking expansion opportunities for NPS. Utilizing its customized

search engines, Valufinder cross-referenced NPS' acquisition criteria with its proprietary company database

to identify several target opportunities for NPS, one of which was the HSS division of Huffy. H. I. G. was

aware of HSS, but had been unsuccessful in attracting the attention of Huffy. Valufinder, having a long-term

relationship with Huffy senior management, contacted them on behalf of H. I. G. and presented the idea for

divesting this non-core division of their sporting goods company. Negotiations between the parties followed,

leading to a successful transaction. HSS is the largest of six acquisitions for NPS.


Valufinder finds unique acquisition opportunities for financial and strategic buyers outside of the


59

Valufinder Group, Inc. 95

Horatio Street

Suite 301

New York, NY 10014

USA Telephone: 212-243-1133

Fax: 212-243-1838

Email:

[email protected]

If you are an owner, a potential seller or buyer of a business, or if you have

a question about the information provided on our website, are a member of

the press requesting an interview, or would like general information about

Valufinder, please complete the form below. A member of the Valufinder

team will respond promptly to your request.

If you prefer, please call us directly at our main number or visit the Our

Team page to contact a member of our firm via email. All conversations

and materials discussed or exchanged between you and Valufinder

regarding a possible transaction will be kept confidential.


60


http://fresh.digitalpulp.com:8110/about/management-team.html

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